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मोल्ड टेक टेक्नोलॉजी निदेशकों की रिपोर्ट, मोल्ड टेक टेक्नोलॉजी निर्देशकों द्वारा रिपोर्ट

मोल्ड टेक टेक्नोलॉजी

बीएसई: 526263  |  NSE: MOLDTECH  |  ISIN: INE835B01035  |  Packaging

खोजें मोल्ड टेक टेक्नोलॉजी कनेक्शन Mar 16
निदेशकों की रिपोर्ट वर्षांत : Mar '18

Dear Members,

The Director’s have pleasure in presenting the 34th Annual Report and the Audited Statement of Accounts for the year ended 31st March, 2018.

FINANCIAL RESULTS

The Company’s operating performance during the year ended 31st March, 2018 is summarized below.

Rs.in Lakhs

Particulars

Standalone

Consolidated

Year ended 31st March

Year ended 31st March

2018

2017

2018

2017

Sales

6,528.48

5,641.12

7,390.95

6,463.35

Other Income

17.14

343.22

20.26

343.22

Total Income

6,545.62

5,984.34

7,411.22

6,806.56

Profit before Interest, Depreciation & Tax

1,004.21

1,164.03

1,029.61

1,198.73

Interest

32.09

76.65

32.09

76.65

Depreciation & Preliminary

327.00

251.71

336.45

270.86

Profit/(Loss) before Tax

645.13

835.66

661.07

851.22

Provision for tax

105.83

232.67

107.81

234.03

Profit/(Loss) after Tax

539.30

602.99

553.25

617.19

Profit/(Loss) brought forward from previous year

873.83

501.87

913.40

527.24

Add: Other Comprehensive Income

(28.06)

(12.11)

(28.06)

(12.11)

Profit available for appropriation

1,385.07

1,092.75

1,438.59

1,132.32

Appropriations

Dividends (including corporate dividend tax)

(98.23)

(162.21)

(98.23)

(162.21)

Transferred to General Reserve

(96.74)

(56.71)

(96.74)

(56.71)

Others

(6.94)

-

(6.94)

Balance Carried forward

1,183.15

873.83

1,236.68

913.40

OPERATIONS

On a Standalone basis, the Company achieved a standalone Revenue of Rs. 6298.27 Lakhs as against Rs. 5589.85 Lakhs achieved during 12 months of previous year, reflecting a growth of 12.67%.

On a Consolidated basis, the Company achieved a consolidated Revenue of Rs. 7160.41 Lakhs as against Rs. 6308.22 Lakhs achieved during 12 months of previous year, reflecting a growth of 13.51%.

Slow down in US construction activity in winter effected the structural division sales. However work flow improved considerably from March 2018 and some of the Tier-1 fabricators started using our services.

Civil Engineering Services (CES) Division grew from $ 7.93 million to $ 8.73 million by 10.01%, and the Mechanical Engineering Services (MES) Division grew from $ 1.35 million to $ 1.39 million by 3.21%. The IT division has performed well and grew rapidly from $ 0.27 million to $ 0.57 million by 113.21 %. However it is still generating below BEP.

FUTURE OUTLOOK

Structural Steel Division:

The current order book position is far better than the same compared to previous year. Company expects handsome growth in revenues in the coming quarters. The Civil division is receiving orders for high rise buildings received which will be executed in the FY 2018-19. Company’s performance during last few years has been well recognized by US fabricators who are giving us preferred vendor status, which may reflect in increased flow of report orders.

Mechanical Engineering Services:

In Mechanical Engineering Services , Company gained confidence of European Tier - 1 Auto companies and able to get end to end projects instead of small portions.Company has appointed a very senior BDM at Detroit USA to enhance MES domains and add clients from USA. He has more than 25 years of experience in US Automotive and MES and worked with a reputed MES- KPO as General Manager BD Operations before joining Mold-Tek. US clients addition expected to improve MES Revenues from Q3 2018-19 onwards.

IT Division:

IT Division has developed and started marketing a Patient engagement app for health care industry. Product revenues and project based revenues are expected to grow further in coming Quarters. It is also working with few MNC’s on combined staffing and project execution model.

CHANGE IN THE NATURE OF BUSINESS , IF ANY

No change in the nature of Business.

MATERIAL CHANGES AND COMMITMENTS, IF ANY, AFFECTING THE FINANCIAL POSITION OF THE COMPANY

No material changes and commitments affecting the financial position of the Company have occurred between the end of the financial year to which the financial statements relate and the date of this Directors’ Report.

SUBSIDIARY

As on 31 March 2018, the company has “Mold-Tek Technologies Inc” as its Subsidiary. The financial position of the said company is given in the notes to consolidated Financial statements.

The Highlights of the performance of subsidiary is as follows:

Particulars

Mold-Tek Technologies Inc ( Amount in Rs)

Total Income

58,28,63,634/-

Total COGS

50,21,52,951/-

Gross profit

8,07,10,683/-

Total Expenses

7,89,98,650/-

Net ordinary Income

17,12,034/-

Current Tax

1,98,607/-

Deferred Tax Liability

NIL

Profit after Tax

15,13,427/-

The audited accounts of the subsidiary company is placed on the Company’s website and it is available for inspection at the registered office of the Company during working hours. The Company will make available a copy thereof to any member of the Company who may be interested in obtaining the same.

Pursuant to the provisions of Section 129 (3) of the Companies Act, 2013, a statement containing salient features of financial statements of subsidiary in Form AOC 1 is attached to the Accounts.

CONSOLIDATED FINANCIAL STATEMENTS(CFS)

The Consolidated Financial Statements of your Company for the financial year 2017-18 are prepared in compliance with applicable provisions of the Companies Act, 2013 read with the Rules issued thereunder, applicable Accounting Standards and the provisions of SEBI (LODR) Regulations, 2015 (hereinafter referred to as the “Listing Regulations”). The consolidated financial statements have been prepared on the basis of audited financial statements of your Company, its subsidiary, as approved by the respective Board of Directors.

The Consolidated Financial Statements should therefore be read in conjunction with the Directors’ report, financial notes, cash flow statements and the individual auditor reports of the subsidiary.

Pursuant to provisions of section 129(3) of the Companies Act, 2013, a statement containing salient features of the financial statements of the Company’s subsidiary is attached to the financial statements of the Company.

DIVIDEND

Your Directors have recommended a final dividend of Rs. 0.40/- per equity share @20% of paid up equity share of face value of Rs. 2/- each, in addition to interim dividend of Rs. 0.30/- (15%) hitherto declared making a total of Rs. 0.70/- (35%) per equity share (previous year Rs. 0.60/- per equity share @30% of paid up equity share of Rs. 2/- each) for the financial year ended 31st March 2018.The final dividend if approved, will be paid to those members whose names appear in Register of Members as on 22nd September, 2018. In respect of shares held in dematerialized form, it will be paid to members whose names are furnished by National Securities Depository Limited and Central Depository Services (India) Limited as beneficial owners as on that date. This will entail an outflow of Rs. 132.34 Lakhs(Inclusive of dividend tax).

The dividend payout for the years under review has been formulated keeping in view your Company’s need for capital for its growth plans and the intent to finance such plans through internal accruals to the optimum.

Equity shares that may be allotted on or before the Book Closure will rank pari passu with the existing shares and will be entitled to receive the dividend.

TRANSFER TO RESERVE

The Directors propose to transfer a sum of Rs 96.74 Lakhs to General Reserve out of the profits earned by the Company

FIRST - TIME ADOPTION OF IND AS

The financials for the year ended March 31 2018 are the financial statements prepared by the Company in accordance with IND AS. For the periods up to and inclusive of year ended March 31, 2017, the Company prepared its financial statement in accordance with accounting standards specified in section 133 of the Companies Act 2013 read together with rule 7 of Companies (Accounting Standards) Rules 2014 (Previous GAAP). Reconciliation and description of the effect of transition from previous GAAP to IND AS on equity, profit and cash flow are provided in note 42. The Balance Sheet as on the date of transition has been prepared in accordance with IND AS 101 first adoption of Indian Accounting standards and accordingly, figures of previous years have regrouped to confirm to the current year’s presentation.

SHARE CAPITAL AND CONSEQUENT CHANGES AUTHORISED SHARE CAPITAL

The Authorised Share Capital of the Company as on 31st March 2018 stands at Rs 13,00,00,000/- (Rupees Thirteen Crores only) divided into 6,50,00,000 (Six Crores Fifty Lakhs) Equity Shares of Rs 2/- (Rupees Two Only) each. During the year, there has been no change in the Authorised Share Capital of the Company.

PAID UP SHARE CAPITAL

The paid up equity share capital of the company was Rs. 5,48,88,624/- divided into 2,74,44,312 equity shares of face value of Rs. 2/- each as on 31st March 2018.

The Board of Directors via a circular resolution dated 12th May,2017, allotted 20,000 equity shares of face value of Rs. 2/- each at a price of Rs. 14.60/-[comprising face value of Rs. 2/- and premium of Rs. 12.60/- each] to its employee who have exercised the option vested on them under the MTTL ESOS, 2015.

The Board of Directors in the meeting held on 28th August, 2017, allotted 1,11,490 equity shares of face value of Rs. 2/- each at a price of Rs. 12.20/-[comprising nominal value of Rs. 2/- and premium of Rs. 10.20/- each] to its employees who have exercised the option vested on them under the Mold-Tek Technologies Employees Stock Option Scheme 2009.

The Board of Directors in the meeting held on 16th November, 2017, allotted 2,20,690 equity shares of face value of Rs 2/- each at a price of Rs. 14.60/-[comprising nominal value of Rs. 2/- and premium of Rs. 12.60/- each] to its employees who have exercised the option vested on them under the Mold-Tek Technologies Employees Stock Option Scheme 2015.

The Board of Directors via a circular resolution dated 01st December, 2017, allotted 22,825 equity shares of face value of Rs. 2/- each at a price of Rs. 14.60/-[comprising face value of Rs. 2/- and premium of Rs. 12.60/- each] to its employee who have exercised the option vested on them under the MTTL ESOS, 2015.

Post allotment, the paid up share capital of the company has been increased to Rs. 5,48,88,624/divided into 2,74,44,312 equity share of face value of Rs. 2/- each as on 31st March 2018.

The Board of Directors in the meeting held on 29th May 2018 (After the Balance Sheet Date), allotted 1,18,295 equity shares of face value of Rs. 2/- each at a price of Rs. 12.20/- [comprising nominal value of Rs. 2/- and premium of Rs. 10.20/- each] to its employees who have exercised the option vested on them under the Mold-Tek Technologies Employees Stock Option Scheme 2009.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS

Loans, guarantees and investments covered under Section 186 of the Companies Act, 2013 form part of the notes to the financial statements provided in this Annual Report.

DEPOSITS

The Company has neither accepted nor renewed any deposits from public within the meaning of Section 73 of the Companies Act, 2013 read with Companies (Acceptance of Deposits) Rules, 2014 during the year under review.

INTERNAL CONTROLS SYSTEMS AND ADEQUACY

The Company’s internal audit systems are geared towards ensuring adequate internal controls commensurate with the size and needs of the business, with the objective of efficient conduct of operations through adherence to the Company’s policies, identifying areas of improvement, evaluating the reliability of Financial Statements, ensuring compliances with applicable laws and regulations and safeguarding of assets from unauthorized use.

Details of the internal controls system are given in the Management Discussion and Analysis Report, which forms part of the Directors’ Report.

DETAILS OF DIRECTORS/KEY MANAGERIAL PERSONNEL

All the Independent Directors have given declarations that they meet the criteria of independence as laid down under Section 149 (6) of the Companies Act, 2013 and Regulation 16 of SEBI (LODR Regulations), 2015. In the opinion of the Board, they fulfill the conditions of independence as specified in the Companies Act, 2013 and the Rules made there under and are independent of the management.

Based on the confirmations received, none of the Directors are disqualified for being appointed/reappointed as directors in terms of Section 164 of the Companies Act, 2013.

In accordance with the provisions of Section 152 of the Companies Act, 2013, P Venkateswara Rao, Director of the Company is liable to retire by rotation and is eligible for re-appointment.

Ms. Pooja Jain, has resigned from the position of Company Secretary and Compliance Officer of the company with effect from 16th November 2017 and the same has been approved and taken on record by the board of directors at its meeting held on 16th November 2017.

Mr. Bharat Reddy was appointed as Company Secretary and Compliance Officer of the company with effect from 17th November 2017 at the Board Meeting held on 16th November 2017.

In the Board Meeting held on 09 February 2018, Mr. Shyam Sunder Rao has resigned from the post of Independent Director of the company w.e.f 09 February 2018. The Board has placed its sincere appreciation for the services rendered by him during his tenure.

In the Board Meeting held on 14th May 2018, Mr. Ramakrishna Bonagiri and Mr. Dhanraj Tirumala Narasimha Rao Togaru were appointed as an Additional Director (Independent) of the company. Further, they are proposed to be appointed as Director (Independent) of the company under Section 161 of the Companies Act, 2013 at the ensuring 34th Annual General Meeting.

In the Board Meeting held on 14th May 2018, Mr. Bhujanga Rao Janumahanti was appointed as an Additional Director of the company. Further, he is proposed to be appointed as Director of the company under Section 161 of the Companies Act, 2013 at the ensuring 34th Annual General Meeting.

In the Board Meeting held on 14th May 2018, Mr. Srinivas Madireddy has resigned from the post of Independent Director of the company w.e.f 14th May 2018. The Board has placed its sincere appreciation for the services rendered by him during his tenure.

Apart from above there has been no change in Directors and Key Managerial Personnel.

EMPLOYEE STOCK OPTION SCHEME

The Company has in operation Mold-Tek Technologies Employees Stock Option Scheme 2009, MTTL ESOS -2015 and MTTL ESOS 2016 for granting stock options to the employees of its company, in accordance with the Securities Exchange Board of India (Employee Stock Option Scheme and Employee Stock Purchase Scheme) Guidelines, 1999 and Securities Exchange Board of India (Share Based employee benefits) Regulations, 2014.

There have been no Changes in the Scheme.

Disclosures pursuant to Regulation 14 of the Securities and Exchange Board of India (Share Based Employee Benefits) Regulations, 2014 are enclosed as Annexure - A to this report.

The Annexure - A is also available on website of the company at www.moldtekgroup.com.

GOVERNANCE GUIDELINES:

The Company has adopted Governance Guidelines or code of conduct on Board, Independent Director, Key Managerial Personnel or Senior Managerial Personnel. The Governance Guidelines or code of conduct cover aspects related to role of the Board diversity, definition of independence and duties of independent Directors, Code of Conduct, Moral, ethics and principles to be followed.

NOMINATION, REMUNERATION AND PERFORMANCE EVALUATION POLICY

The requisite details as required by Section 134(3), Section 178(3) & (4) of Companies Act, 2013 and Regulation 34 of SEBI (LODR) Regulations, 2015 is provided in the Corporate Governance Report.

TRANSACTION WITH RELATED PARTIES

The requisite details as required by Section 134 & 188 of Companies Act, 2013 and Regulation 23, 34(3) of SEBI (LODR) Regulations, 2015 is provided in the Corporate Governance Report. The details as per form AOC-2 are enclosed as Annexure B.

BOARD AND COMMITTEE MEETINGS

Details of the composition of the Board and its Committees and of the Meetings held and attendance of the Directors at such Meetings, are provided in the Corporate Governance Report. The intervening gap between the Meetings was within the period prescribed under the Section 173(1) of Companies Act, 2013 and Regulation 17(2) SEBI (LODR) Regulations, 2015.

DIRECTORS’ RESPONSIBILITY STATEMENT

Based on the framework of internal financial controls and compliance systems established and maintained by the Company, work performed by the Internal, Statutory, Cost and Secretarial Auditors and the reviews performed by Management and the relevant Board Committees, including the Audit Committee, the Board is of the opinion that the Company’s internal financial controls were adequate and effective during the financial year 2017-18.

Accordingly, pursuant to Section 134 (3) (c) and 134 (5) of the Companies Act, 2013, the Board of Directors, to the best of their knowledge and ability, confirm that:

(i) in the preparation of the annual accounts, the applicable accounting standards have been followed and that there are no material departures;

(ii) they have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent, so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profit of the Company for that period;

(iii) they have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Act, for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

(iv) they have prepared the annual accounts on a going concern basis;

(v) they have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and are operating effectively;

(vi) they have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively.

CORPORATE SOCIAL RESPONSIBILITY (CSR):

Pursuant to Section 135 of the Companies Act, 2013 read with the Companies (Corporate Social Responsibility Policy) Rules, 2014, the Company has constituted CSR Committee constituting 1 Executive Director, 2 Non Executive Promoter Directors and 1 independent Director, chaired by Mr. J. Lakshmana Rao. The composition of the Corporate Social Responsibility Committee meets the requirements of Section 135 of the Companies Act, 2013. The Board of Directors, based on the recommendations of the Committee, formulated a CSR Policy. The requisite details on CSR activities pursuant to Section 135 of the Companies, Act 2013 and as per Annexure attached to the Companies (Corporate Social Responsibility Policy) Rules, 2014 are annexed as Annexure C to this Report.

POLICY ON PREVENTION, PROHIBITION AND REDRESSAL OF SEXUAL HARASSMENT AT WORKPLACE

The Company has zero tolerance for sexual harassment at workplace and has adopted a Policy on Prevention, Prohibition and Redressal of Sexual Harassment at the Workplace, in line with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the Rules there under. The policy aims to provide protection to employees at the workplace and prevent and redress complaints of sexual harassment and for matters connected or incidental thereto, with the objective of providing a safe working environment, where employees feel secure. The Company has also constituted an Internal Complaints Committee, known as the Prevention of Sexual Harassment (POSH) Committee, to inquire into complaints of sexual harassment and recommend appropriate action. In the Financial year 2017-18, the Company has not received any complaints which fall within the scope of this policy. The policy is available on website of the company at http://moldtekengineering.com/pdf/MTTL%20 Policy%20of%20SH.pdf

VIGIL MECHANISM/ WHISTLE BLOWER POLICY

The requisite details as required by Section 177 of Companies Act, 2013 and Regulation 22 &34 (3) of SEBI (LODR) Regulations, 2015 is provided in the Corporate Governance Report.

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS

No significant material orders have been passed by the Regulators or Courts or Tribunals which would impact the going concern status of the Company and its future operations.

AUDITORS

(1) Statutory Auditors:

M/s. M. Anandam & Co, Chartered Accountants (Firm Registration No 002739S) are the statutory auditors of the Company and hold office till the conclusion of the 38th Annual General Meeting (AGM).

Notes to Accounts and Auditors Report

The notes to the accounts referred to in Auditors’ Report are self-explanatory and do not call for any further comments. The Audit Report does not contain any qualification, reservation or adverse remark.

(2) Secretarial Auditors:

Pursuant to the provisions of Section 204 of the Companies Act, 2013 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Board of Directors of the Company had appointed Mr. Ashish Kumar Gaggar, a Company Secretary in Practice to undertake the Secretarial Audit of the Company for the year ended 31st March, 2018. The Secretarial Audit Report is annexed as Annexure D.

The Secretarial Audit Report for the financial year ended 31st March, 2018 do not contain any qualification, reservation, adverse remark or disclaimer.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

The information on conservation of energy, technology absorption and foreign exchange earnings and outgo stipulated under Section 134 (3) (m) of the Companies Act, 2013 read with Rule 8 of The Companies (Accounts) Rules, 2014, is annexed as Annexure E.

PARTICULARS OF REMUNERATION

The information required under Section 197 (12) of the Companies Act, 2013 read with Rule 5(1) of The Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, is annexed as Annexure F.

The information required under Rule 5 (2) and (3) of The Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is provided in the Annexure forming part of the Report.

EXTRACT OF ANNUAL RETURN

Pursuant to Section 92 (3) of the Companies Act, 2013 and Rule 12 (1) of the Companies (Management and Administration) Rules, 2014, the extract of Annual Return in form MGT.9 is annexed as Annexure G.

MANAGEMENT DISCUSSION AND ANALYSIS AND CORPORATE GOVERNANCE

The Management Discussion and Analysis Report and the Report on Corporate Governance, as required under Regulation 34 (2) of SEBI (LODR) Regulations, 2015, forms part of the Annual Report.

Your Company is committed to the tenets of good Corporate Governance and has taken adequate steps to ensure that the requirements of Corporate Governance as laid down under SEBI (LODR) Regulations, 2015 are complied with.

A separate report on Corporate Governance and a Management Discussion and Analysis Report is being presented as part of the Annual Report.

A declaration of Code of Conduct from Mr.J. Lakshmana Rao, Chairman and Managing Director forms part of the Corporate Governance Report.

CEO/CFO CERTIFICATION

Mr. J. Lakshmana Rao, Chairman and Managing Director and Mr. Satya Kishore Nadikatla, Chief Financial Officer of the Company have given a certificate to the Board as contemplated in Regulation 17(8) of SEBI (LODR) Regulations, 2015.

RISK MANAGEMENT

All assets of the Company and other potential risks have been adequately insured.

EMPLOYEE RELATIONS

The relationship with the workmen and staff remained cordial and harmonious during the year and the management received full co-operation from the employees.

FRAUD REPORTING

In the terms of provision of Section 134(3) (ca) of the Companies Act 2013, during the year under review, there was no case of offense of fraud detected by the Auditors under sub section (12) of section 143.

MAINTENANCE OF COST RECORDS

The Central Government has not prescribed the maintenance of cost records under sub section (1) of section 148 of the Companies Act, 2013 for the products/services of the company.

ACKNOWLEDGEMENTS

Your Directors wish to place on record their appreciation and gratitude for all the assistance and support received from Citibank and ICICI Bank Limited and officials of concerned government departments for their co-operation and continued support extended to the Company. They also thank the Members for the confidence they have reposed in the Company and its management.

For and on behalf of the Board of Directors

(J.LAKSHMANA RAO)

Chairman & Managing Director

(DIN:00649702)

Place : Hyderabad

Dated : 1st September, 2018

स्रोत: रेलीगरे टेचनोवा

न्यूज़ फ़्लैश

  • MARKET CUES : FIIs ने कैश में `705 Cr की बिकवाली की
  • MARKET CUES : DIIs ने कैश में `220 Cr की खरीदारी की
  • MARKET CUES : FIIs ने F&O में `297 Cr की खरीदारी की
  • MARKET CUES : इंडेक्स फ्यूचर्स में `109 Cr की खरीदारी
  • MARKET CUES : इंडेक्स ऑप्शंस में `840 Cr की खरीदारी
  • MARKET CUES : स्टॉक फ्यूचर्स में `513 Cr की बिकवाली
  • MARKET CUES : स्टॉक ऑप्शंस में `139 Cr की बिकवाली
  • STILL IN F&O BAN : YES BANK के F&O पर रोक बरकरार
  • DB ON VODAFONE IDEA : SELL रेटिंग, लक्ष्य `1/Sh
  • CLSA ON VODAFONE IDEA : SELL रेटिंग, लक्ष्य घटाकर `3.50/Sh

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